Walter Scott & Partners Limited

ITEM 5. FEES AND COMPENSATION
ASSET BASED FEES

We provide investment advisory separate account services for a fee. This fee is typically charged as a percentage of
assets under management. Although this fee is typically expressed as an annual percentage, for most clients it is
calculated based on month end valuations and invoiced on a quarterly basis in arrears. Some clients choose to be
invoiced monthly rather than quarterly. Some clients opt for the calculation to be based on the average daily
valuations and invoiced on either a monthly or quarterly basis in arrears. The investment advisory agreement in
most instances provides that clients will incur fees and expenses in addition to Walter Scott’s advisory fees such as
custody, brokerage and other transaction costs, administrative and other expenses. Examples of other costs and
expenses may include odd-lot differentials, transfer taxes, wire transfer fees and electronic fund fees. Please review
your investment advisory agreement for further information on how we charge and collect fees. Please see Item 12
of this brochure for more information on our brokerage practices.

Investment management fees are exclusive of custody which is normally the subject of a separate appointment and
agreement between the client and the custody provider.

Separate Accounts - All strategies, unless otherwise noted below

Initial funding in excess of US$50m

    On the first $100m      @         0.65%
    Thereafter              @         0.50%

Initial Funding in excess of US$250m

    First $250m             @         0.55%
    Next $250m              @         0.50%
    Next $250m              @         0.45%
    Next $250m              @         0.40%
    Thereafter              @         0.35%

Initial Funding in excess of US$500m

    First $500m            @         0.50%
    Next $250m             @         0.45%
    Next $250m             @         0.40%
    Thereafter             @         0.35%

In the case of initial funding in excess of $1bn, fees are negotiable.

Separate Accounts - Dividend Growth

Initial funding in excess of US$50m

    Flat fee                @         0.30%

plus 10% of the 12 month trailing dividend yield.

Separate Accounts – US
    Flat fee                @         0.50%

In the case of initial funding in excess of $250m, fees are negotiable.

5    •     FORM ADV PART 2A BROCHURE

PERFORMANCE FEES

Performance fees for a small number of accounts have been negotiated. Most of these arrangements provide for an
asset based management fee, based on the market value of the account at specified quarter ends, plus a
performance fee based on the portfolio’s net return in excess of a specified benchmark during a designated period of
time. Such arrangements only occur in accordance with the requirements set forth at Section 205(b) and Rule 205-3
under the Investment Advisers Act.

For reference, the fees are:

Initial Funding up to US$100m:
    Base Fee @ 0.35%
    Perf Fee @ 15% outperformance of benchmark

Initial Funding in excess of US$100m:
    Base Fee @ 0.30%
    Perf Fee @ 15% outperformance of benchmark

We reserve the right, at our sole discretion, to negotiate or modify (either up or down) the basic fee schedule(s) set
forth above for any client due to a variety of factors, including but not limited to: the level of reporting and
administrative operations required to service an account, the investment strategy or style, the number of portfolios
or accounts involved, and/or the number and types of services provided to the client. In addition, a portion of our
negotiated fee rates can be paid by one or more of our affiliates pursuant to separate client agreements and in
support of enterprise-wide initiatives or mandates. Because our fees are negotiable, the actual fee paid by any
client or group of clients may be different from the fees reflected in Walter Scott’s basic fee schedules set forth
above.

ADVANCE PAYMENTS

Walter Scott does not typically seek advance payments of any sort, however, several clients have elected to pay fees
in advance as separately documented in their investment management agreements. None of these fees are paid six
months or more in advance. Should any of the relevant advisory contracts be terminated before the end of the
billing period the refund would be determined by calculating the actual amount of fees due based on the actual
values versus the fees received which were based upon estimated values

REFERRAL FEES

We do not charge or receive compensation in connection with the sale of securities/private funds/mutual funds/or
other investment products. However, certain employees of Walter Scott’s affiliates accept compensation (also
referred to as “commissions”) for the sale of private funds/mutual funds. Accepting commissions for the sale of
private funds/mutual funds gives rise to a conflict of interest in that it gives affiliated employees an incentive to
recommend investment products based on the compensation they will receive, rather than solely on a client’s needs.
Please refer to Item 6, for a discussion of these conflicts of interest. This is disclosed to clients through our Conflicts
of Interest Policy which is provided to clients at the start of the relationship.

6    •      FORM ADV PART 2A BROCHURE

ITEM. 6 PERFORMANCE FEES AND SIDE-BY-SIDE MANAGEMENT
Our performance based fee arrangements and our side-by-side management activities entail inherent conflicts that
are described in this Item 6.

Note that we manage our accounts consistent with applicable law, and we follow procedures that are reasonably
designed to treat our clients fairly and to prevent any client or group of clients from being systematically favored or
disadvantaged. For example, we have trade allocation policies and procedures which are designed and implemented
to ensure that all clients are treated fairly, and to prevent these conflicts from influencing the allocation of
...

ITEM 7. TYPES OF CLIENTS
We provide advisory services to banks or thrift institutions, corporate pension and profit sharing plans, Taft-Hartley
plans, Voluntary Employee Beneficiary Associations (“VEBAs”), trusts, estates, charitable institutions, foundations,
endowments, municipalities, US registered investment companies, US Exchange Traded Funds (ETFs), bank
collective funds, US private placement funds and “offshore” (non-US) private placement funds, UCITS, other non-US
regulated funds, sovereign funds, separate accounts, and other US and international institutions.

ACCOUNT REQUIREMENTS

We require segregated account clients to execute a written investment management agreement with us, granting us
authority to manage their assets. Separate accounts are subject to minimum account sizes which vary depending
upon the strategy of the account. Details of minimum account sizes are available upon request.